Last checked at 26 Jan 2018 07:01
26 January 2018
INGENTA PLC
("Ingenta" or the "Company")
Posting of Circular and Notice of General Meeting for Proposed Capital Reduction
Ingenta plc (AIM: ING), a leading provider of world-class software and services to the global publishing industry, announces that it will today post to shareholders a circular (the "Circular") in connection with a proposed capital reduction of the Company's share premium account (the "Capital Reduction"), including a notice of a General Meeting to be held at 10:30 a.m. on 19 February 2018 for the purpose of approving the Capital Reduction by means of a special resolution of Shareholders ("Resolution").
The Resolution being proposed, as set out in the notice of General Meeting, seeks to cancel Ingenta's share premium account, with a view to creating additional distributable reserves. While the Company is not making a specific proposal, nor has any decision been taken as to the use of any such distributable reserves, this will have the effect of increasing Ingenta's flexibility to pay dividends, to facilitate any prospective buyback of shares or to provide flexibility for any other matter requiring the distribution of the Company's distributable reserves, subject to the financial performance of the Company.
The proposal is conditional upon both the passing of the Resolution and Court approval being obtained. Following the implementation of the Capital Reduction, there will be no change to the nominal value of the ordinary shares nor to the number of the Company's ordinary shares in issue. No new share certificates will be issued as a result of the Capital Reduction.
The Circular and notice of General Meeting will shortly be made available on the Company's website at www.ingenta.com.
For further information please contact:
David Montgomery
Jon Sheffield
Ingenta plc, Tel: 01865 397 800
Nicholas Wells
Elizabeth Bowman
Cenkos Securities plc, Tel: 0207 397 8900
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
Publication of the Circular | 26 January 2018 |
Latest time and date for receipt of Form of Proxy for General Meeting | 10:30 a.m. on 16 February 2018 |
General Meeting | 10:30 a.m. on 19 February 2018 |
Court hearing to confirm the Capital Reduction | 27 March 2018 |
Registration of Court Order and effective date of the Capital Reduction | 28 March 2018 |
Notes:
1. The expected dates for the confirmation of the Capital Reduction by the Court and the Capital Reduction becoming effective are based on provisional dates that have been obtained for the required Court hearings of the Company's application. These provisional hearing dates are subject to change and dependent on the Court's timetable.
2. The timetable assumes that there is no adjournment of the General Meeting. If there is an adjournment, all subsequent dates are likely to be later than those shown.
3. References to times are to London times unless otherwise stated.
4. Unless otherwise defined, capitalised terms used in this announcement have the meanings given to them in the Circular.